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Account Purchase Agreement
"I need an Account Purchase Agreement for a manufacturing company selling its accounts receivable to a private financial institution in India, with a facility limit of INR 50 crores and including provisions for ongoing purchases throughout 2025."
1. Parties: Identifies and provides details of the seller and purchaser of the accounts
2. Background: Explains the context of the agreement, including the seller's business and the nature of the accounts being sold
3. Definitions and Interpretation: Defines key terms used throughout the agreement and sets out interpretation rules
4. Sale and Purchase: Core transaction terms including purchase price, payment mechanics, and transfer provisions
5. Conditions Precedent: Prerequisites that must be satisfied before the agreement becomes effective
6. Representations and Warranties: Statements of fact and assurances from both parties, particularly regarding the accounts being sold
7. Covenants: Ongoing obligations of both parties during the term of the agreement
8. Purchase Mechanics: Detailed procedures for identifying, offering, and purchasing accounts
9. Settlement Process: Procedures for settlement of purchased accounts and payment transfers
10. Indemnification: Provisions for compensation in case of breach or losses
11. Events of Default: Circumstances constituting default and consequences thereof
12. Term and Termination: Duration of agreement and circumstances allowing early termination
13. Confidentiality: Obligations regarding protection of confidential information
14. Notices: Process and requirements for formal communications between parties
15. Governing Law and Jurisdiction: Specifies Indian law as governing law and jurisdiction for disputes
16. Miscellaneous: Standard boilerplate provisions including assignment, amendments, and severability
1. Security Interest: Required if additional security is being provided for the transaction
2. Third Party Rights: Needed if any third parties have rights under the agreement
3. Credit Enhancement: Include if there are any guarantees or other credit support mechanisms
4. Electronic Records and Signatures: Required if the agreement will be executed or maintained electronically
5. Foreign Exchange Provisions: Include if transaction involves cross-border elements or foreign currency
6. Service Level Requirements: Needed if ongoing servicing of accounts is part of the arrangement
7. Data Protection: Required if personal data processing is involved in the transaction
8. Anti-Money Laundering Compliance: Include for transactions with financial institutions or regulated entities
1. Schedule 1 - Eligibility Criteria: Detailed criteria for accounts that can be purchased under the agreement
2. Schedule 2 - Purchase Price Calculation: Formula and methodology for calculating the purchase price of accounts
3. Schedule 3 - Form of Purchase Notice: Template for notices offering accounts for purchase
4. Schedule 4 - Account Details: List and details of initial accounts being purchased, if applicable
5. Schedule 5 - Operational Procedures: Detailed procedures for day-to-day operation of the purchase facility
6. Schedule 6 - Required Documents: List of documents required for each purchase transaction
7. Schedule 7 - Form of Assignment Deed: Template for the deed of assignment for purchased accounts
8. Appendix A - Contact Details: Contact information for key personnel of both parties
9. Appendix B - Compliance Requirements: Detailed regulatory compliance requirements and procedures
Authors
Account Debtor
Account Documents
Adverse Claim
Applicable Law
Assignment
Available Funds
Business Day
Collection Period
Confidential Information
Cut-off Date
Default Interest
Delivered Receivables
Dilution
Discount Rate
Dispute
Effective Date
Eligibility Criteria
Eligible Account
Encumbrance
Event of Default
Face Value
Facility Limit
Force Majeure Event
Governmental Authority
Indemnified Party
Ineligible Account
Insolvency Event
Material Adverse Effect
Maximum Purchase Amount
Notice of Assignment
Offer Notice
Purchase Date
Purchase Price
Purchased Account
Purchase Limit
Receivables
Related Rights
Relevant Document
Repurchase Event
Repurchase Price
Reserve Amount
Security Interest
Seller's Account
Service Fee
Settlement Date
Settlement Period
Termination Event
Transaction Documents
Transfer
Unutilized Facility Amount
Warranties
Purchase Price
Assignment
Payment Terms
Conditions Precedent
Representations and Warranties
Covenants
Security Interest
Collection Rights
Servicing
Repurchase Obligations
Events of Default
Remedies
Indemnification
Set-off
Confidentiality
Force Majeure
Term and Termination
Notices
Assignment and Transfer
Amendment and Waiver
Severability
Entire Agreement
Further Assurance
Costs and Expenses
Counterparts
Data Protection
Anti-Money Laundering
Governing Law
Dispute Resolution
Stamp Duty
Electronic Execution
Third Party Rights
Banking and Financial Services
Manufacturing
Trading and Distribution
Information Technology
Healthcare
Construction and Infrastructure
Retail
Logistics and Transportation
Telecommunications
Professional Services
Energy and Utilities
Automotive
Legal
Finance
Treasury
Accounts Receivable
Credit Control
Compliance
Risk Management
Operations
Commercial
Business Development
Contract Administration
Chief Financial Officer
Finance Director
Treasury Manager
Accounts Receivable Manager
Credit Controller
Legal Counsel
Compliance Officer
Risk Manager
Commercial Director
Operations Manager
Financial Controller
Chief Executive Officer
Company Secretary
Business Development Manager
Contract Manager
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